Fortis Healthcare forensic audit proceeds independently

Fortis Healthcare Limited’s challenge ended on September 25, 2026, when the Supreme Court allowed a forensic audit of its RHT Health Trust transactions to proceed independently. The Court said the review must not be influenced by observations in the Delhi High Court’s August 31, 2026 judgment, while Fortis Healthcare said no accounting adjustment is required.

What did the Supreme Court decide on the Fortis Healthcare audit?

The Supreme Court allowed the forensic audit to continue when it disposed of Fortis Healthcare’s Special Leave Petition on September 25, 2026. It clarified that the audit must be conducted independently and without influence from observations in the Delhi High Court’s August 31, 2026 judgment.

The Delhi High Court had directed the appointment of a forensic auditor on August 31, 2026, and Fortis Healthcare said key matters were disclosed to stock exchanges on September 1, 2026. Fortis Healthcare then challenged that direction before the Supreme Court, but the September 25 order means the audit will proceed rather than be halted.

The September 30, 2026 financial-results filing does not identify the auditor, define a completion date or disclose when findings will be delivered. It does, however, establish that the review will continue in the Delhi High Court process, with the Supreme Court requiring an independent assessment.

Why is a forensic audit being conducted into RHT transactions?

The court-directed review concerns transactions between Fortis Healthcare and RHT Health Trust, along with other related transactions. In its September 22, 2022 judgment, the Supreme Court said the Delhi High Court could consider issuing appropriate process and appointing forensic auditor or auditors to analyse those matters.

The 2022 judgment arose from proceedings that included a December 14, 2018 status quo order regarding the sale of Fortis Healthcare’s controlling stake to IHH Healthcare Berhad. The Supreme Court had sought an enquiry into whether the acquirer’s subscription to Fortis Healthcare shares occurred after that status quo order and, if so, whether it breached the order.

The same enquiry addressed Fortis Healthcare’s acquisition of proprietary interests in RHT Health Trust. The Supreme Court observed in September 2022 that the acquisition appeared, at a prima facie level, to be intended to support Fortis Healthcare’s business structure as suggested by IHH Healthcare Berhad and Northern TK Venture Pte. Ltd., but said the facts required assessment if forensic analysis was ordered.

After the September 22, 2022 judgment, the Delhi High Court on October 18, 2022 asked the decree holder to define the contours of the forensic audit sought. The decree holder then filed applications seeking audit-related directions, while Fortis Healthcare filed objections and made submissions before the August 2026 order appointing an auditor.

What is Fortis Healthcare’s position on the transactions and accounts?

Fortis Healthcare says the relevant transactions were fair and transparent, followed relevant regulatory and shareholder approvals, and were disclosed to public shareholders and regulators. Based on management’s view and external legal advice, Fortis Healthcare says no adjustment is required to the unaudited consolidated financial results for the quarter and six months ended September 30, 2026.

That position is management’s assessment rather than a finding of the forensic review. The Supreme Court allowed the audit to proceed independently on September 25, 2026, and the filing neither reports a conclusion on the transactions nor quantifies a possible accounting effect from the review.

Northern TK Venture Pte. Ltd. acquired control of Fortis Healthcare after a preferential allotment on November 13, 2018. The issue represented 31.1% of Fortis Healthcare’s share capital and involved an equity infusion of Rs 4,000 crore at Rs 170 per equity share, after Competition Commission of India approval on October 30, 2018.

The mandatory open offer triggered by the November 2018 preferential allotment was initially held in abeyance because of the December 14, 2018 status quo order. Fortis Healthcare said the Fortis and Malar open offers were completed on November 10, 2025 after tendered shares were transferred to the acquirer and payments were settled.

How does the RHT audit differ from other Fortis Healthcare regulatory matters?

The RHT review is distinct from other historical matters disclosed by Fortis Healthcare, including proceedings involving the Securities and Exchange Board of India and an investigation by the Serious Fraud Investigation Office. The filing says the Serious Fraud Investigation Office outcome cannot be ascertained at its current stage, whereas the RHT forensic review follows the September 25, 2026 Supreme Court order.

In a separate Securities and Exchange Board of India matter, Fortis Healthcare and Fortis Hospitals Limited were directed on April 19, 2022 to pursue recovery of about Rs 397.12 crore plus interest from former promoters. The order imposed penalties of Rs 1 crore on Fortis Healthcare and Rs 50 lakh on Fortis Hospitals Limited, with their appeal pending before the Securities Appellate Tribunal.

Fortis Healthcare and Fortis Hospitals Limited deposited 50% of those penalties, or Rs 50 lakh and Rs 25 lakh respectively, and recovery of the total penalty amounts was stayed. Those proceedings concern historical allegations regarding financial statements and recovery actions, unlike the RHT review, which concerns the court-directed forensic examination of specified transactions.

Fortis Healthcare also says it recognised a contingency provision in the quarter ended March 31, 2021 for matters arising from the regulatory issues. Management, after consulting external legal counsel, says any additional impact is unlikely to be material, while stating that the provision is not an admission of alleged violations.

What other RHT developments has Fortis Healthcare disclosed?

RHT Health Trust entered winding-up proceedings after its trustee manager applied to the Singapore High Court during the year ended March 31, 2024. Liquidators were appointed in December 2023, and RHT Health Trust was delisted from the Official List of the Singapore Exchange Securities Trading Limited on January 31, 2024.

Fortis Asia Healthcare Pte. Ltd., a step-down subsidiary of Fortis Healthcare, acquired 21,771,000 RHT Health Trust units, representing 2.68%, from its trustee manager on February 21, 2025. The filing does not disclose the purchase price and does not state that the acquisition forms part of the forensic audit.

Fortis Healthcare separately reported its acquisition of the Fortis brand and allied trademarks through a December 21, 2024 public auction. Fortis Healthcare was the sole participant and highest bidder at Rs 200 crore, and the Delhi High Court confirmed and concluded the sale on March 25, 2025.

The company had deposited Rs 10 crore as earnest money and Rs 40 crore after being declared the highest bidder, followed by the Rs 150 crore balance on April 4, 2025. These brand-related proceedings and the February 2025 RHT unit acquisition are separate disclosed legal and asset developments alongside the continuing forensic review.

Conclusion

The September 25, 2026 order leaves Fortis Healthcare facing an active forensic review of RHT Health Trust-related transactions, but requires that examination to be independent of the Delhi High Court’s August 31, 2026 observations. Fortis Healthcare continues to maintain that the transactions had required approvals and disclosures and that no financial-results adjustment is necessary.

The next disclosed event to watch is the conduct and outcome of the forensic audit, for which the September 30, 2026 filing provides neither an auditor identity nor a deadline. Fortis Healthcare also continues to disclose a pending Securities Appellate Tribunal appeal related to the April 19, 2022 order and an unresolved Serious Fraud Investigation Office investigation.